Terms of Service (TOS)

INTRODUCTION / ACCEPTANCE OF TERMS

By utilizing the Service in any way you are agreeing to comply with these terms, which we may update without notice and encourage you to examine here at any time. The terms and conditions set forth herein constitute the full and complete agreement between you and Spoono, LLC (doing business as and hereinafter referred to as "Spoono Host"). Your agreement to be bound by these terms is acknowledged by your use of the Spoono Host Web Site, Hosting Services, Support Services and/or any Spoono Host software made available to you. The terms contained herein supercede and replace any other agreement or negotiation between you and Spoono Host whether oral, written or otherwise including any statements made by any representative of Spoono Host at any time.

1. FEES & PAYMENT OF FEES
1.1 Fees - Spoono Host charges the following fees where applicable. All such fees are subject to change.

1.1.1 Account Set-Up Fee

1.1.2 Service Fee

1.1.3 Domain Registration Fee

1.2 Spoono Host reserves the right to offer subsequent promotional rates which may or may not be more favorable than the terms under which you entered this agreement. Any such periodic special rates shall not effect the then existing rights and responsibilities of each party. Spoono Host also reserves the right to change the rate charged for any such fee under this agreement with 30 days notice.

1.3 Spoono Host charges a non-refundable set up fee as well as its periodic service fee which in some cases may be refundable as further set forth elsewhere herein. According to the services you order from Spoono Host, Spoono Host may also charge you for non-refundable Domain Registration Fees and specifically reserves the right to institute additional charges upon notice to you. Spoono Host also reserves the right to alter, change, amend or delete charges at its sole option. Spoono Host further reserves the right to institute new services and charge fees in association with the provision of such new services as it deems appropriate.

1.4 Payment of Fees - Spoono Host accepts payment by PayPal, Credit Card (Visa, MasterCard, Discover) and by personal check, cashiers check or money order.

1.5 Payment by Credit Card

1.5.1 Prior to activation of your user account and at any applicable time thereafter you agree to allow Spoono Host to charge your provided credit card and at stated regular intervals the agreed service fee amount for the stated period together with any Spoono Host set-up charges, registration fees, or any other charges outlined herein as may be applicable. You further authorize Spoono Host to charge your credit card for all subsequent period fees at, or a reasonable period in advance of, the commencement of any such subsequent period. You agree to maintain current valid existing credit card information with Spoono Host for the purpose of satisfying the Spoono Host charges as they become due. Refusal or rejection of any such charge or any portion thereof is grounds for account suspension and/or termination at the sole option of Spoono Host under Paragraph 16 herein.

1.6 Payment by Check

1.6.1 Prior to activation of your user account you agree to submit a check payable in U.S. dollars against a bank located within the United States. Spoono Host is under no obligation to initiate service until the proceeds of such check have been cleared by such financial institution and have been received by Spoono Host. Invoices will be submitted to you as a courtesy only. Payment for subsequent fees are due and payable immediately upon invoice and in no instance later than the expiration of the last day of the previous period without regard to any invoice. It is your responsibility when paying by check to make sure that your payment is received by Spoono Host. An administrative fee of $25.00 will be charged for the refusal, rejection or return of any such check for any reason whatsoever or any portion thereof. In addition, refusal, rejection or return of any such check for any reason whatsoever or any portion thereof is grounds for account suspension and/or termination at the sole option of Spoono Host under Paragraph 16 herein.

1.6.2 It is recommended that in order to avoid any service interruption that you submit your payment to Spoono Host a sufficient time before the expiration of the current service period so that it reaches Spoono Host in advance of the renewal date.

1.7 Refunds of Service fees will be made only for pre-payment of Service fees beyond the renewal date following the effective notice and termination of this agreement under paragraph 16.1. All refunds shall be pro-rated based upon the number of days for which service remains unused as of that renewal date. Spoono Host may grant refunds under any other circumstance it deems appropriate without waiving any other rights hereunder.

2. WEB HOSTING SERVICES

For the term of the agreement as set forth herein Spoono Host agrees to provide web hosting services according the plan selected by you upon activation of your account. Spoono Host reserves the right to change, amend and/or otherwise alter the services provided with equivalent or otherwise equal services without prior notice to you. You agree to receive periodic emails from Spoono Host in regards to products, services, your account, and system updates.

3. DOMAIN REGISTRATION SERVICES

At Customer's request, Spoono Host may also acquire a Second-Level Domain Name ("Domain Name"), on behalf of Customer. Spoono Host will not own or otherwise control any domain name registered on your behalf under this paragraph. Spoono Host provides this service as a convenience to you only and you hereby waive any and all claims which you may have, or which may later arise, against Spoono Host for any and all damages, losses, claims or expenses arising our or related to the acquisition, registration and/or use of the Domain Name. Any costs incurred by Spoono Host to obtain and/or maintain the Domain Name on your behalf shall be charged to you by Spoono Host under the provision therefore elsewhere herein.
4. ACCEPTABLE USE

Spoono Host strictly enforces compliance with its acceptable use terms under this paragraph (4) four. You agree to maintain your website in full compliance with the terms set forth below. Failure to so comply is cause for immediate suspension and possible termination under paragraph (16) herein.

4.1 You agree that you will not violate the laws, regulations, ordinances or other such requirements of any applicable Federal, State or local government.

4.2 You agree not to cause any harm to minors of any kind or to perform any activity which is likely to cause such harm.

4.3 You agree not to take any action which encourages or consists of any threat of harm of any kind to any person or property

4.4 You agree not to transmit any unsolicited commercial or bulk email. You will not engage in any activity known or considered to be "spamming" or "Mail Bombing".

4.5 You agree not to make any inappropriate communication to any Newsgroup, Mailing List, Chat Facility, or other Internet Forum.

4.6 You agree not to make or attempt any unauthorized access to any Spoono Host website or the website of any Spoono Host customer.

4.7 You agree not to infringe any copyright, trademark, patent, trade secret, or other proprietary rights of any third party, including, but not limited to, the unauthorized copying of copyrighted material, the digitization and distribution of photographs from magazines, books, or other copyrighted sources, and the unauthorized transmittal of copyrighted software.

4.8 You agree not to collect or attempt to collect personally identifiable information of any person or entity without their express written consent. You shall maintain records of any such written consent throughout the terms of this agreement and for three years thereafter.

4.9 You agree not to undertake any action which is harmful or potentially harmful to the Spoono Host server structure
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4.10 You agree not to sublease your regular hosting account, www.yourcompany.com/client, or offer free space to other clients. Our regular hosting plans are for single users only.

4.11 You agree not to run a banner exchange, gambling, free adult tgp (thumbnail gallery post) and free adult image galleries on your website.

4.12 You agree not to have software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment.

4.13 You will submit accurate and current information on all registration forms on the Service. You will not impersonate any person or entity, misrepresent your affiliation with a person or entity; or misrepresent the origin of any materials distributed through the Service.

4.14 We or third-party providers of content may make available links to other Internet web sites or resources. We do not manage these sites and resources, do not endorse them, and are not responsible for their content, availability, or delivery of services.

5. SATISFACTION GUARANTEE (MONEY-BACK GUARANTEE)
Our guarantees are for customer satisfaction only. If you are not happy with your product or service and would like a refund, you may execute cancellation within 25 days of your order and receive a refund. To cancel, a support ticket must be sent through the Client Access Panel accessible from www.spoonohost.com. Domain Registration fees are non-refundable and do not qualify for our satisfaction guarantee. All other fees including Account Set-Up fees and Service Fees are not refundable unless otherwise stated. Refunds will be made by check, reverse-credit, or PayPal refund to the client. If reverse-credit on a credit or bank card is chosen, we are not responsible and will not recover for any transaction fees that may be lost. Clients ordering using a "manual payment" with a check or money order transaction may not receive refunds pending the length of recurring billing and length of activity. We will not provide a refund if the client has violated our Terms of Service and proceeds to request any money back, regardless of how many days they have been hosted.

6. ANTI-SPAM POLICY
Client understands that unsolicited and mass e-mailing (SPAM/UBE/UCE) is absolutely forbidden. Client agrees to pay for any fees or damage in result of UBE or UCE (SPAM) within their account. We reserve the right to suspend or cancel any or all accounts without notice, due to violation of this policy.

The Service you are receiving may include the ability to send and receive electronic mail. Use of your electronic mail account to send unsolicited commercial messages are prohibited. Mass electronic messages or "mail-bombing" (sending mass unsolicited mail or deliberately sending very large attachments to one recipient) are prohibited. Forging electronic mail headers (addresses) is also prohibited regardless of commercial content. Use of electronic mail to harass or intimidate other users is prohibited.

Spamming, sending large numbers of unsolicited commercial e-mail messages or unsolicited bulk e-mail to advertise, offer, sell, or buy any goods or services, for any business or individual, is strictly prohibited. In response to a complaint, Spoono Hosting has the discretion to determine, from all of the evidence it receives, whether the intended recipients were from an "opt-in" e-mail list.

You are also prohibited from sending the same or substantially similar unsolicited e-mail message, whether commercial or not, to fifty (50) or more recipients. If this provision is violated, you may be required, as determined by Spoono Hosting in Spoono Hosting's sole discretion, to pay Spoono Hosting $50 per day for unintended violations and $500 per day for deliberate violations.

7. LICENSE

Spoono Host pursuant to the terms and conditions set forth herein hereby grants you a non-exclusive, limited, personal, non-transferable license to use the Spoono Host Web Hosting Service for the term of the agreement as set forth herein.

8. OWNERSHIP OF INTELLECTUAL PROPERTY; CONFIDENTIALITY

8.1 It is understood and agreed that during the term of this agreement and thereafter you may come into possession of information which is the confidential and proprietary information of Spoono Host including but not limited to the Spoono Host customer service and maintenance tools. You acknowledge that all right and title to any such Spoono Host intellectual property shall remain the sole property of Spoono Host and that you have no right, title or interest therein. You further agree not to provide access to the Spoono Host services to any third party. You agree yourself and not to assist any third party in any way to translate, decompile, reverse engineer, disassemble, modify, reproduce, rent, lease, lend, license, distribute, market or otherwise dispose of any portion of the Spoono Host Services. Any and all right or title to any engineering, coding, programming or customer service work around or other modification of the Spoono Host service shall also remain the sole property or Spoono Host.

8.2 During the term of this agreement you may have access to certain information and materials relating to the Spoono Host business, customers, software technology and marketing which Spoono Host treats as confidential (hereinafter "Confidential Information"). You agree to at all times during the term of this agreement and otherwise as set forth herein: (i) hold in confidence, and not disclose or reveal to any person or entity, any "Confidential Information" without the express prior written consent of Spoono Host; and (ii) not use or disclose any of the "Confidential Information" for any purpose at any time, other than pursuant to your rights under this agreement for the purpose intended. These obligations shall continue indefinitely for so long as the Confidential Information is a trade secret under applicable law and shall continue for three (3) years following termination of this Agreement with respect to Confidential Information, which does not rise to the level of a trade secret.

9. TERM

The initial term of this agreement shall be one (1) month with automatic renewal for subsequent additional months after the expiration of the initial term. Spoono Host reserves the right to accept pre-payment of renewal periods and may from time to time offer financial incentives for such pre-payment. The term of the agreement, however, shall remain one (1) month.

10. REFUSAL OF SERVICE
We reserve the right to refuse or cancel service at our sole discretion. All clients are expected to pay their invoices promptly. Accounts that are past due for 72 hours may be subject to temporary deactivation (suspension). Accounts past due in excess of 30 days may be cancelled. All deactivated accounts will be charged a $10.00 reactivation fee in addition to their normal recurring fees. Returned, declined, or cancelled checks/credit cards will result in immediate account deactivation (not cancellation) and are subject to a $5.00 penalty. Cancelled accounts shall be subject to all applicable reactivation fees as well as normal fees associated with opening an initial account. All delinquent accounts will be submitted to a collection agency for resolution.

11. SERVER ABUSE & CPU USAGE
Any attempts to undermine or cause harm to a server is strictly prohibited and will result in account suspension or termination without refunds. Accounts that exceed 7.00% of CPU or server memory usage may be subject to a temporary cap which will limit server resources coming from the account.

12. BANDWIDTH OVERAGE:
Usage that exceeds original plan allotment (without upgrading prior to exceeding the allotted amount) is subject to $4.00 per 1 GIG of bandwidth (each month). This does not apply to anyone whom adds additional bandwidth before exceeding their allotment.

13. DISK SPACE OVERAGE
Usage that exceeds original plan allotment (without upgrading prior to exceeding the allotted amount) is subject to $0.25 per 1 MB of disk space (one time fee). This does not apply to anyone whom adds additional disk space before exceeding their allotment.

14. SERVER DATA STORAGE & BACKUPS
Client is aware that it is their responsibility to frequently backup any information that they host on our servers. We are not responsible for any files, scripts, coding, or data that may be lost or abused in a server-related issue. We are not responsible to recover any damaged or lost files.

15. UPTIME GUARANTEE
If server uptime falls below 99.5% for a given month, clients can apply for credit accordingly by e-mailing team@spoonohost.com. Downtime will be excused if it is in the result of: (1) client's local ISP or routing issue; (2) suspension of an account per our TOS; (3) Denial of Service (DOS) attack; (4) restoring a backup or moving an account; (5) client or third party's (intruder/hacker's) fault. Clients may only qualify for money back or a free month of service. Our uptime guarantee does not extend any further than the preceding and clients may be required to provide proof of downtime.

16. SUSPENSION AND TERMINATION

16.1 Suspension: If you breach any term of this agreement including but not limited to Section 1 (Payment of Fees) and Section 4 (Acceptable Use Policy) Spoono Host may suspend your account by deactivating any access by you or by web users to any information contained on the Spoono Host servers related to your account while maintaining the information and data related to your account upon the Spoono Host servers. Suspension shall specifically include the disabling of your hosted domain and/or any access to information or data related to your account. In the event of any such suspension you will be notified and given an opportunity to correct such breach. In the event that such breach is not corrected within ten (10) days the account may be terminated under paragraph 16.2. Service charges will continue to accrue on suspended accounts as if they were not suspended. You will remain responsible for the payment of any such charges during any such period of suspension.

16.2 Termination: Spoono Host may also terminate this agreement in its sole discretion at any time for any or no reason, by giving Customer 72 hours notice (Termination without Cause). In the event of Spoono Host executing such termination prior to the renewal/anniversary date, Spoono Host's sole liability shall be to refund Customer's unused prepaid service fees prorata. This agreement and all of its terms shall remain in full force and effect until it is terminated. Termination shall include the removal of any and all of your information from the Spoono Host servers. Such information or data may or may not be made available to you by Spoono Host after any such termination. This agreement may be terminated either (a) after a period of suspension as set forth in paragraph 16.1 or (b) by either party upon 15 days notice in advance of a renewal period for any reason.

16.3 Order Cancellation Policy - please submit any cancellation via email to team@spoonohost.com. Email cancellations must contain the following: First name, last name, order/customer number, and email address. This information must be identical to the information originally submitted on your order. Please provide contact information so that we may contact you if we have questions in regards to canceling your order. Every effort will be made to accommodate the cancellation of your order, providing your order has not been charged and/or shipped out. In the event that a cancellation was submitted (via email or phone), and your order was shipped out after, we will gladly refund the complete balance charged.

16.4 In the event of termination under paragraph 16.2(a) there will be no refund provided to you. In addition, Spoono Host may charge you an additional termination fee not to exceed $100.00 at its sole option. The assessment of this termination fee shall not effect the rights of Spoono Host to recover from you losses, damages, indemnity, defense costs, expert costs, collection costs and/or attorneys fees or other costs of any kind as may be applicable under California Law

16.5 In the event of any termination under paragraph 16.2(b) of this subsection any service fees paid in advance beyond the next renewal date following the notice period under that section will be refunded to you. This refund shall not include any set-up fees, Domain Registration fees or other fees which are all non-refundable.

17. NOTICE

By utilizing the Service in any way you are agreeing to comply with these terms, which we may update without notice and encourage you to examine here at any time.

18. SURVIVAL

All sections of this agreement besides 2, 5, 7, 15 shall survive the termination of this agreement and shall remain in full force and effect after any such termination.

19. WARRANTEES AND LIMITATIONS

19.1 Spoono Host makes every reasonable effort to maintain operation of the Spoono Host service however because as many events and circumstances are beyond the control of Spoono Host, Spoono Host does not in any way warrant or otherwise guarantee the availability of the Spoono Host system or servers and is not responsible for any delay or loss of data, lack of connection, slow connection, or any other such issues whether due to the active or passive negligence of Spoono Host.

19.2 THE SPOONO HOST SERVICE IS PROVIDED TO YOU ON AN "AS IS" BASIS, AND WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.

19.3 In general, Spoono Host has no control over information contained on the Internet. Information obtained by you from the Internet may be inaccurate, offensive or in some cases even illegal. Spoono Host accepts no responsibility for any information which you receive from the Internet. You accept full responsibility to verify the truth and accuracy, legality and ownership of the information that you obtain from the Internet as well as the reputation of the individuals with whom you may deal. Spoono Host provides no warrantee for any goods or services which you obtain over the Internet nor the compatibility of any such services with the Spoono Host system.

19.4 You specifically hereby waive any claim for damages of any kind whether direct, indirect, special, exemplary, punitive, incidental or consequential, loss of profits or loss of business as the result of any action taken in response to any claim of copyright infringement without regard to whether or not the material claimed to have been infringing is later found to be infringing.

19.5 THE TOTAL SOLE AND EXCLUSIVE REMEDY AVAILABLE TO YOU AS THE RESULT OF ANY BREACH OF THIS AGREEMENT, NEGLIGENCE, OR ANY ACTION OR FAILURE TO ACT WHETHER INTENTIONAL OR OTHERWISE SHALL BE THE TOTAL AMOUNT OF SERVICE FEES PAID BY YOU TO SPOONO HOST IN THE THREE MONTHS IMMEDIATELY PROCEEDING ANY ALLEGATION OF ENTITLEMENT TO SUCH REMEDY. IN NO EVENT SHALL SPOONO HOST BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS OR LOSS OF BUSINESS AS THE RESULT OF ANY SUCH ACTION OR INACTION WITHOUT REGARD TO THE LIKELIHOOD OF ANY SUCH DAMAGES.

20. INDEMNITY

21.1 You agree to fully defend and indemnify and hold harmless Spoono Host of and from any and all third party claims, causes of action, demands, costs, damages including both direct and consequential damages, specifically including attorneys fees and costs, expert fees and costs and mediation and/or arbitration fees and costs incurred (whether paid or not) as the result of any breach or claim of breach of this agreement or your negligence whether active or passive or any negligence of Spoono Host in any way related to your use of the Spoono Host service or any portion thereof.

22.2 You agree to fully defend and indemnify and hold harmless Spoono Host of and from any and all third party claims, causes of action, demands, costs, damages including both direct and consequential damages, specifically including attorneys fees and costs, expert fees and costs and mediation and/or arbitration fees and costs incurred (whether paid or not) as the result of any violation or claimed violation of any copyright or other intellectual property right of any third party which is in any way related to your use of the Spoono Host service or any portion thereof. Choice of counsel remains exclusively that of Spoono Host

22.3 You agree that upon the assignment of your user ID and password that you will maintain the confidentiality of your account information and assume all responsibility of and from any loss, theft or other destruction of any data as the result of any access to your account via the use of your user ID. You further agree to defend and indemnify and hold harmless Spoono Host of and from any and all third party claims, causes of action, demands, costs, damages including both direct and consequential damages, specifically including attorneys fees and costs, expert fees and costs and mediation and/or arbitration fees and costs incurred (whether paid or not) as the result of any claim for damages in any way related to the disclosure of your confidential User ID and Password information. Choice of counsel remains exclusively that of Spoono Host.

24. FORCE MAJEURE

Either party to this agreement shall be excused from any delay or failure in performance hereunder caused by reason of any occurrence or contingency beyond its reasonable control, including but not limited to, acts of God, earthquake, labor disputes and strikes, riots, war, and governmental requirements. The obligations and rights of the party so excused shall be extended on a day-to-day basis for the period of time equal to that of the underlying cause of the delay.

25. ASSIGNMENT

This agreement and the rights hereunder is not assignable or transferable except that Spoono Host may assign it's rights hereunder to any person or entity who shall become a principal owner, or shareholder of Spoono Host. Any other attempted transfer or assignment of rights hereunder shall be null and void ab initio.

26. SEVERABILITY

If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause or provision and such invalid term, clause or provision shall be deemed to be severed from the Agreement.

27. CHOICE OF LAW

This Agreement shall be interpreted under the laws of the State of Pennsylvania without regard to any conflict of laws provisions. Any action between the parties to this agreement for the breach of this agreement or any action or claim in any way relating thereto shall be venued in the Superior Court of the State of Pennsylvania, County of Allegheny. The parties to this agreement hereby consent to jurisdiction in that court and agree to accept service by mail and hereby waive any defense of any kind related to jurisdiction or venue.

28. NO AGENCY

Notwithstanding any other provision of this agreement, Spoono Host is not your agent, partner in any respect.

Spoono LLC, Hosting
106 Michelle Circle
Bethel Park, PA 15102
Ph: 1-913-660-0689
Fax: 1-412-491-6125
E-mail: team@spoonohost.com